Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
May 31, 2017 | Jul. 05, 2017 | |
Document Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | May 31, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | wdfc | |
Entity Registrant Name | WD 40 CO | |
Entity Central Index Key | 105,132 | |
Current Fiscal Year End Date | --08-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 14,016,583 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | May 31, 2017 | Aug. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 32,205 | $ 50,891 |
Short-term investments | 79,391 | 57,633 |
Trade accounts receivable, less allowance for doubtful accounts of $229 and $394 at May 31, 2017 and August 31, 2016, respectively | 65,177 | 64,680 |
Inventories | 36,549 | 31,793 |
Other current assets | 2,959 | 4,475 |
Total current assets | 216,281 | 209,472 |
Property and equipment, net | 25,510 | 11,545 |
Goodwill | 95,557 | 95,649 |
Other intangible assets, net | 16,936 | 19,191 |
Deferred tax assets, net | 609 | 621 |
Other assets | 2,886 | 3,190 |
Total assets | 357,779 | 339,668 |
Current liabilities: | ||
Accounts payable | 18,557 | 18,690 |
Accrued liabilities | 17,364 | 15,757 |
Accrued payroll and related expenses | 12,762 | 20,866 |
Revolving credit facility, current | 20,000 | |
Income taxes payable | 1,509 | 3,381 |
Total current liabilities | 70,192 | 58,694 |
Revolving credit facility | 134,000 | 122,000 |
Deferred tax liabilities, net | 17,286 | 16,365 |
Other long-term liabilities | 1,962 | 2,214 |
Total liabilities | 223,440 | 199,273 |
Commitments and Contingencies (Note 11) | ||
Shareholders' equity: | ||
Common stock - authorized 36,000,000 shares, $0.001 par value; 19,681,883 and 19,621,820 shares issued at May 31, 2017 and August 31, 2016, respectively; and 14,023,428 and 14,208,338 shares outstanding at May 31, 2017 and August 31, 2016, respectively | 20 | 20 |
Additional paid-in capital | 149,767 | 145,936 |
Retained earnings | 308,308 | 289,642 |
Accumulated other comprehensive income (loss) | (29,624) | (27,298) |
Common stock held in treasury, at cost - 5,658,455 and 5,413,482 shares at May 31, 2017 and August 31, 2016, respectively | (294,132) | (267,905) |
Total shareholders' equity | 134,339 | 140,395 |
Total liabilities and shareholders' equity | $ 357,779 | $ 339,668 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | May 31, 2017 | Aug. 31, 2016 |
Condensed Consolidated Balance Sheets [Abstract] | ||
Trade and other accounts receivable, allowance for doubtful accounts | $ 229 | $ 394 |
Common stock, shares authorized | 36,000,000 | 36,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares issued | 19,681,883 | 19,621,820 |
Common stock, shares outstanding | 14,023,428 | 14,208,338 |
Treasury stock, shares | 5,658,455 | 5,413,482 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2017 | May 31, 2016 | May 31, 2017 | May 31, 2016 | |
Condensed Consolidated Statements Of Operations [Abstract] | ||||
Net sales | $ 98,178 | $ 96,446 | $ 283,945 | $ 283,518 |
Cost of products sold | 43,891 | 41,635 | 124,156 | 124,937 |
Gross profit | 54,287 | 54,811 | 159,789 | 158,581 |
Operating expenses: | ||||
Selling, general and administrative | 27,558 | 29,215 | 86,391 | 85,755 |
Advertising and sales promotion | 5,398 | 6,188 | 15,251 | 16,865 |
Amortization of definite-lived intangible assets | 718 | 740 | 2,156 | 2,242 |
Total operating expenses | 33,674 | 36,143 | 103,798 | 104,862 |
Income from operations | 20,613 | 18,668 | 55,991 | 53,719 |
Other income (expense): | ||||
Interest income | 112 | 186 | 392 | 517 |
Interest expense | (693) | (433) | (1,822) | (1,222) |
Other income (expense), net | 254 | (799) | 527 | 470 |
Income before income taxes | 20,286 | 17,622 | 55,088 | 53,484 |
Provision for income taxes | 5,842 | 4,957 | 16,526 | 15,088 |
Net income | $ 14,444 | $ 12,665 | $ 38,562 | $ 38,396 |
Earnings per common share: | ||||
Basic | $ 1.02 | $ 0.88 | $ 2.71 | $ 2.66 |
Diluted | $ 1.02 | $ 0.88 | $ 2.71 | $ 2.65 |
Shares used in per share calculations: | ||||
Basic | 14,056 | 14,306 | 14,115 | 14,365 |
Diluted | 14,088 | 14,349 | 14,151 | 14,413 |
Dividends declared per common share | $ 0.49 | $ 0.42 | $ 1.40 | $ 1.22 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2017 | May 31, 2016 | May 31, 2017 | May 31, 2016 | |
Condensed Consolidated Statements Of Comprehensive Income [Abstract] | ||||
Net income | $ 14,444 | $ 12,665 | $ 38,562 | $ 38,396 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | 3,504 | 6,156 | (2,326) | (5,928) |
Total comprehensive income | $ 17,948 | $ 18,821 | $ 36,236 | $ 32,468 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY - 9 months ended May 31, 2017 - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-In Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Treasury Stock [Member] | Total |
Beginning balance at Aug. 31, 2016 | $ 20 | $ 145,936 | $ 289,642 | $ (27,298) | $ (267,905) | $ 140,395 |
Beginning balance, shares at Aug. 31, 2016 | 19,621,820 | 5,413,482 | 14,208,338 | |||
Issuance of common stock under share-based compensation plan, net of shares withheld for taxes | (1,144) | $ (1,144) | ||||
Issuance of common stock under share-based compensation plan, net of shares withheld for taxes, shares | 60,063 | |||||
Stock-based compensation | 3,543 | 3,543 | ||||
Tax benefits from settlements of stock-based equity awards | 1,432 | 1,432 | ||||
Cash dividends ($1.40 per share) | (19,896) | (19,896) | ||||
Acquisition of treasury stock | $ (26,227) | (26,227) | ||||
Acquisition of treasury stock, shares | 244,973 | |||||
Foreign currency translation adjustment | (2,326) | (2,326) | ||||
Net income | 38,562 | 38,562 | ||||
Ending balance at May. 31, 2017 | $ 20 | $ 149,767 | $ 308,308 | $ (29,624) | $ (294,132) | $ 134,339 |
Ending balance, shares at May. 31, 2017 | 19,681,883 | 5,658,455 | 14,023,428 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (Parenthetical) | 9 Months Ended |
May 31, 2017$ / shares | |
Condensed Consolidated Statement Of Shareholders' Equity [Abstract] | |
Cash dividends, per share | $ 1.40 |
CONDENSED CONSOLIDATED STATEME8
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
May 31, 2017 | May 31, 2016 | |
Operating activities: | ||
Net income | $ 38,562 | $ 38,396 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 5,005 | 4,893 |
Net gains on sales and disposals of property and equipment | (109) | (30) |
Deferred income taxes | (101) | (601) |
Excess tax benefits from settlements of stock-based equity awards | (1,432) | (1,618) |
Stock-based compensation | 3,543 | 2,518 |
Unrealized foreign currency exchange losses | 872 | 214 |
Provision for bad debts | (141) | 15 |
Changes in assets and liabilities: | ||
Trade and other accounts receivable | (1,915) | (7,229) |
Inventories | (4,926) | (1,533) |
Other assets | 1,660 | 2,258 |
Accounts payable and accrued liabilities | (125) | 2,963 |
Accrued payroll and related expenses | (9,629) | 507 |
Income taxes payable | 702 | 3,294 |
Other long-term liabilities | (246) | 112 |
Net cash provided by operating activities | 31,720 | 44,159 |
Investing activities: | ||
Purchases of property and equipment | (15,410) | (3,311) |
Proceeds from sales of property and equipment | 403 | 195 |
Purchases of short-term investments | (26,815) | (22,920) |
Maturities of short-term investments | 4,517 | 6,516 |
Net cash used in investing activities | (37,305) | (19,520) |
Financing activities: | ||
Treasury stock purchases | (26,227) | (24,691) |
Dividends paid | (19,896) | (17,647) |
Proceeds from issuance of common stock | 548 | 821 |
Excess tax benefits from settlements of stock-based equity awards | 1,432 | 1,618 |
Net proceeds from revolving credit facility | 32,000 | 10,000 |
Net cash used in financing activities | (12,143) | (29,899) |
Effect of exchange rate changes on cash and cash equivalents | (958) | (1,263) |
Net decrease in cash and cash equivalents | (18,686) | (6,523) |
Cash and cash equivalents at beginning of period | 50,891 | 53,896 |
Cash and cash equivalents at end of period | $ 32,205 | $ 47,373 |
The Company
The Company | 9 Months Ended |
May 31, 2017 | |
The Company [Abstract] | |
The Company | Note 1. The Company WD-40 Company (“the Company”), based in San Diego, California, is a global marketing organization dedicated to creating positive lasting memories by developing and selling products that solve problems in workshops, factories and homes around the world. The Company markets its maintenance products and its homecare and cleaning products under the following well-known brands: WD-40®, 3-IN-ONE®, GT85®, X-14®, 2000 Flushes®, Carpet Fresh®, no vac®, Spot Shot®, 1001®, Lava® and Solvol®. Currently included in the WD-40 brand are the WD-40 multi-use product and the WD-40 Specialist® and WD-40 BIKE® product lines. The Company’s brands are sold in various locations around the world. Maintenance products are sold worldwide in markets throughout North, Central and South America, Asia, Australia, Europe, the Middle East and Africa. Homecare and cleaning products are sold primarily in North America, the United Kingdom (“U.K.”) and Australia. The Company’s products are sold primarily through mass retail and home center stores, warehouse club stores, grocery stores, hardware stores, automotive parts outlets, sport retailers, independent bike dealers, online retailers and industrial distributors and suppliers . |
Basis Of Presentation And Summa
Basis Of Presentation And Summary Of Significant Accounting Policies | 9 Months Ended |
May 31, 2017 | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Abstract] | |
Basis Of Presentation And Summary Of Significant Accounting Policies | Note 2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Consolidation The condensed consolidated financial statements included herein have been prepared by the Company, without audit, according to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to such rules and regulations. The August 31, 2016 year-end condensed consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. In the opinion of management, the unaudited financial information for the interim periods shown reflects all adjustments necessary for a fair statement thereof and such adjustments are of a normal recurring nature. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2016, which was filed with the SEC on October 24, 2016. The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Operating results for interim periods are not necessarily indicative of operating results for an entire fiscal year . Foreign Currency Forward Contracts In the normal course of business, the Company employs established policies and procedures to manage its exposure to fluctuations in foreign currency exchange rates. The Company’s U.K. subsidiary, whose functional currency is Pound Sterling, utilizes foreign currency forward contracts to limit its exposure to net asset balances held in non-functional currency, specifically the Euro. The Company regularly monitors its foreign currency exchange rate exposures to ensure the overall effectiveness of its foreign currency hedge positions. While the Company engages in foreign currency hedging activity to reduce its risk, for accounting purposes, none of its foreign currency forward contracts are designated as hedges . Foreign currency forward contracts are carried at fair value, with net realized and unrealized gains and losses recognized currently in other income (expense) in the Company’s consolidated statements of operations. Cash flows from settlements of foreign currency forward contracts are included in operating activities in the consolidated statements of cash flows. Foreign currency forward contracts in an asset position at the end of the reporting period are included in other current assets, while foreign currency forward contracts in a liability position at the end of the reporting period are included in accrued liabilities in the Company’s consolidated balance sheets . At May 31, 2017 , the Company had a notional amount of $ 24.5 million outstanding in foreign currency forward contracts, which mature in July 2017. Unrealized net gains and losses related to foreign currency forward contracts were not significant at May 31, 2017 and August 31, 2016. Realized net gains and losses related to foreign currency forward contracts were not material for each of the three and nine month periods ended May 31, 2017 and 2016 . Fair Value Measurements Accounting Standards Codification (“ASC”) 820, “ Fair Value Measurements and Disclosures” , defines fair value as the exchange price that would be received for an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company categorizes its financial assets and liabilities measured at fair value into a hierarchy that categorizes fair value measurements into the following three levels based on the types of inputs used in measuring their fair value : Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities; Level 2: Observable market-based inputs or observable inputs that are corroborated by market data; and Level 3: Unobservable inputs reflecting the Company’s own assumptions. Under fair value accounting, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. As of May 31, 2017 , the Company had no assets or liabilities that are measured at fair value in the financial statements on a recurring basis, with the exception of the foreign currency forward contracts which are classified as Level 2 within the fair value hierarchy. The carrying values of cash equivalents, short-term investments and short-term borrowings are recorded at cost, which approximates their fair values primarily due to their short-term maturities and are classified as Level 2 within the fair value hierarchy. During the nine months ended May 31, 2017 , the Company did not record any significant nonrecurring fair value measurements for assets or liabilities in periods subsequent to their initial recognition . Recently Issued Accounting Standards In May 2017, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2017-09, “ Scope of Modification Accounting ” , to reduce diversity in practice and provide clarity regarding existing guidance in ASC 718, “ Stock Compensation ”. The amendments in this updated guidance clarify that an entity should apply modification accounting in response to a change in the terms and conditions of an entity’s share-based payment awards unless three newly specified criteria are met . This guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within that reporting period. Early adoption is permitted . The Company has evaluated the potential impacts of this updated guidance, and it does not expect the adoption of this guidance to have a material impact on its consolidated financial statements and related disclosures. In January 2017, the FASB issued ASU No. 2017-04, “Simplifying the Test for Goodwill Impairment”. This updated guidance eliminates Step 2 from the current two-step quantitative model for goodwill impairment tests. Step 2 required an entity to calculate an implied fair value, which included a hypothetical purchase price allocation requirement, for reporting units that failed Step 1. Per this updated guidance, a goodwill impairment will instead be measured as the amount by which a reporting unit’s carrying value exceeds its fair value as identified in Step 1. This guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within that reporting period. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017 . The Company has evaluated the potential impacts of this updated guidance, and it does not expect the adoption of this guidance to have a material impact on its consolidated financial statements and related disclosures. In October 2016, the FASB issued ASU No. 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory”, which requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs . This guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within that reporting period. Early adoption is permitted in the first interim period of an entity's annual financial statements . The Company has evaluated the potential impacts of this updated guidance, and it does not expect the adoption of this guidance to have a material impact on its consolidated financial statements and related disclosures. In August 2016, the FASB issued ASU No. 2016-15, “ Classification of Certain Cash Receipts and Cash Payments ”. The amendments in this updated guidance address eight specific cash flow issues to reduce the existing diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within that reporting period. Early adoption is permitted and should be applied using a retrospective approach. The Company is in the process of evaluating the potential impacts of this new guidance on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, “ Measurement of Credit Losses on Financial Instruments ”, which requires entities to estimate all expected credit losses for certain types of financial instruments, including trade receivables, held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts . The updated guidance also expands the disclosure requirements to enable users of financial statements to understand the entity’s assumptions, models and methods for estimating expected credit losses. This guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within that reporting period. Early adoption is permitted. The Company is in the process of evaluating the potential impacts of this new guidance on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, “ Improvements to Employee Share-Based Payment Accounting”. The amendments in this updated guidance include changes to simplify the Codification for several aspects of the accounting for share-based payment transactions, including those related to the income tax consequences, classification of awards as either equity or liabilities, accounting for forfeitures, minimum statutory withholding requirements and classification of certain items on the statement of cash flows. Certain of these changes are required to be applied retrospectively while other changes are required to be applied prospectively. This guidance is effective for fiscal years beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is permitted. The Company does not expect that it will adopt this updated guidance early, but it expects that the adoption of this new guidance will have a more than inconsequential impact on the Company’s consolidated financial statements. For example, if the Company had adopted this updated guidance in fiscal year 2016, its income tax expense for the year would have been reduced by approximately $2.1 million due to the recognition of excess tax benefits in the provision for income taxes rather than throu gh additional paid-in-capital. The Company also expects to change its policy related to forfeitures upon adoption of this new guidance such that it will recognize the impacts of forfeitures as they occur rather than recognizing them based on an estimated forfeiture rate. Although the Company is still assessing the impacts of this change in policy for forfeitures on its consolidated financial statements, it does not expect that the impact will be material. In addition, the Company’s presentation of employee taxes paid on shares of certain equity awards withheld by the Company for tax-withholding purposes will be reported as a financing activity instead of an operating activity in the Statement of Cash Flows, while the excess tax benefits from settlements of stock-based equity awards will be reported as an operating activity under this new guidance. In February 2016, the FASB issued ASU No. 2016-02, “ Leases”. The new standard establishes a right-of-use model that requires a lessee to record a right-of-use asset and a lease liability on the balance sheet for all leases with terms longer than twelve months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. This guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within that reporting period. Early adoption is permitted and should be applied using a modified retrospective approach. The Company is in the process of evaluating the impacts of this new guidance on its consolidated financial statements and related disclosures. In August 2014, the FASB issued ASU No. 2014-15, “ Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern ”. This updated guidance requires management to evaluate whether there is a substantial doubt about an entity's ability to continue as a going concern within one year of the date that the financial statements are issued and provide related disclosures if necessary . This guidance is effective for the first annual fiscal period ending after December 15, 2016, and for all interim and annual periods thereafter. Early adoption is permitted. The Company does not expect the adoption of this guidance to have a material impact on its consolidated financial statements and related disclosures. In May 2014, the FASB issued ASU No. 2014-09, “ Revenue from Contracts with Customers ”, which supersedes the revenue recognition requirements in ASC 605, “ Revenue Recognition ”. The core principle of this updated guidance and related amendments is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This new guidance requires an entity to recognize revenue for product sales at the point in time in which control of goods transfers to the Company’s customers which, as defined, could be different than the point in time in which revenue had been recognized by the Company under existing U.S. GAAP, which was based on when title and the risks and rewards of ownership were transferred to the customer. The new guidance also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. Although early adoption is permitted, the Company has concluded that it will not adopt this guidance early and it will become effective for the Company on September 1, 2018. The Company will adopt this new guidance following the modified retrospective approach and will recognize the cumulative effect of initially applying the guidance as an adjustment to the opening balance of retained earnings on September 1, 2018. Management is in the process of a detailed review of the Company’s customer contracts which is focused principally on, but not limited to, identifying the point in time at which the control of goods transfers to customers. Management is nearing the completion of this review and is still in the process of determining the impacts that this new guidance will have on the Company's consolidated financial statements and related disclosures. |
Inventories
Inventories | 9 Months Ended |
May 31, 2017 | |
Inventories [Abstract] | |
Inventories | Note 3 . Inventories Inventories consist primarily of raw materials and components, finished goods, and product held at third-party contract manufacturers. Inventories are stated at the lower of cost or market and cost is determined based on a first-in, first-out method or, for a portion of raw materials inventory, the average cost method. Inventories consisted of the following (in thousands): May 31, August 31, 2017 2016 Product held at third-party contract manufacturers $ 3,585 $ 3,521 Raw materials and components 3,138 2,996 Work-in-process 317 163 Finished goods 29,509 25,113 Total $ 36,549 $ 31,793 |
Property And Equipment
Property And Equipment | 9 Months Ended |
May 31, 2017 | |
Property And Equipment [Abstract] | |
Property And Equipment | Note 4 . Property and Equipment Property and equipment, net, consisted of the following (in thousands): May 31, August 31, 2017 2016 Machinery, equipment and vehicles $ 17,326 $ 14,892 Buildings and improvements 4,059 4,223 Computer and office equipment 3,644 3,605 Software 7,891 7,392 Furniture and fixtures 1,230 1,286 Capital in progress 15,021 2,200 Land 251 254 Subtotal 49,422 33,852 Less: accumulated depreciation and amortization (23,912) (22,307) Total $ 25,510 $ 11,545 At May 31 , 2017, capital in progress on the balance sheet included $14.2 million associated with capital costs related to the purchase and buildout of the Company’s new office building and related land in San Diego which will house corporate employees and employees of the Company’s Americas segment. Upon completion of the buildout, the Company will place these assets into service and reclassify the amounts recorded in capital in progress to the respective fixed asset categories, which includes amounts attributable to the land. For further information, see the Liquidity and Capital Resources section in Part I—Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations”. |
Goodwill And Other Intangible A
Goodwill And Other Intangible Assets | 9 Months Ended |
May 31, 2017 | |
Goodwill And Other Intangible Assets [Abstract] | |
Goodwill And Other Intangible Assets | Note 5 . Goodwill and Other Intangible Assets Goodwill The following table summarizes the changes in the carrying amounts of goodwill by segment (in thousands): Americas EMEA Asia-Pacific Total Balance as of August 31, 2016 $ 85,452 $ 8,987 $ 1,210 $ 95,649 Translation adjustments (10) (82) - (92) Balance as of May 31, 2017 $ 85,442 $ 8,905 $ 1,210 $ 95,557 During the second quarter of fiscal year 2017, the Company performed its annual goodwill impairment test. The annual goodwill impairment test was performed at the reporting unit level as required by the authoritative guidance. In accordance with ASU No. 2011-08, “ Testing Goodwill for Impairment ”, companies are permitted to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. The Company performed a qualitative assessment of each reporting unit to determine whether it was more likely than not that the fair value of a reporting unit was less than its carrying amount. In performing this qualitative assessment, the Company assessed relevant events and circumstances that may impact the fair value and the carrying amount of each of its reporting units. Factors that were considered included, but were not limited to, the following: (1) macroeconomic conditions; (2) industry and market conditions; (3) historical financial performance and expected financial performance; (4) other entity specific events, such as changes in management or key personnel; and (5) events affecting the Company’s reporting units, such as a change in the composition of net assets or any expected dispositions. Based on the results of this qualitative assessment, the Company determined that it is more likely than not that the carrying value of each of its reporting units is less than its fair value and, thus, the two-step quantitative analysis was not required. As a result, the Company concluded that no impairment of its goodwill existed as of February 28, 2017. In addition, there were no indicators of impairment identified as a result of the Company’s review of events and circumstances related to its goodwill subsequent to February 28, 2017, the date of its most recent annual goodwill impairment test. To date, there have been no impairment losses identified and recorded related to the Company’s goodwill. D efinite-lived Intangible Assets The Company’s definite-lived intangible assets, which include the 2000 Flushes, Spot Shot, Carpet Fresh, 1001 and GT85 trade names, the Belgium customer list, the GT85 customer relationships and the GT85 technology, are included in other intangible assets, net in the Company’s condensed consolidated balance sheets. The following table summarizes the definite-lived intangible assets and the related accumulated amortization and impairment (in thousands) : May 31, August 31, 2017 2016 Gross carrying amount $ 35,813 $ 36,009 Accumulated amortization (18,877) (16,818) Net carrying amount $ 16,936 $ 19,191 There has been no impairment charge for the nine months ended May 31, 2017 as a result of the Company’s review of events and circumstances related to its existing definite-lived intangible assets. Changes in the carrying amounts of definite-lived intangible assets by segment for the nine months ended May 31, 2017 are summarized below (in thousands): Americas EMEA Asia-Pacific Total Balance as of August 31, 2016 $ 14,913 $ 4,278 $ - $ 19,191 Amortization expense (1,656) (500) - (2,156) Translation adjustments - (99) - (99) Balance as of May 31, 2017 $ 13,257 $ 3,679 $ - $ 16,936 The estimated amortization expense for the Company’s definite-lived intangible assets in future fiscal years is as follows (in thousands): Trade Names Customer-Based Technology Remainder of fiscal year 2017 $ 608 $ 111 $ 8 Fiscal year 2018 2,412 442 33 Fiscal year 2019 2,412 256 - Fiscal year 2020 2,018 164 - Fiscal year 2021 1,228 164 - Thereafter 6,917 163 - Total $ 15,595 $ 1,300 $ 41 Included in the total estimated future amortization expense is the amortization expense for the 1001 trade name and the GT85 intangible assets, which are based on current foreign currency exchange rates, and as a result amounts in future periods may differ from those presented due to fluctuations in those rates. |
Accrued And Other Liabilities
Accrued And Other Liabilities | 9 Months Ended |
May 31, 2017 | |
Accrued And Other Liabilities [Abstract] | |
Accrued And Other Liabilities | Note 6 . Accrued and Other Liabilities Accrued liabilities consisted of the following (in thousands): May 31, August 31, 2017 2016 Accrued advertising and sales promotion expenses $ 10,361 $ 9,763 Accrued professional services fees 1,705 1,262 Accrued sales taxes and other taxes 1,338 954 Other 3,960 3,778 Total $ 17,364 $ 15,757 Accrued payroll and related expenses consisted of the following (in thousands): May 31, August 31, 2017 2016 Accrued incentive compensation $ 5,310 $ 12,203 Accrued payroll 4,111 3,559 Accrued profit sharing 1,435 2,716 Accrued payroll taxes 1,383 1,744 Other 523 644 Total $ 12,762 $ 20,866 |
Debt
Debt | 9 Months Ended |
May 31, 2017 | |
Debt [Abstract] | |
Debt | Note 7. Debt Revolving Credit Facility On June 17, 2011, the Company entered into an unsecured credit agreement with Bank of America, N.A. (“Bank of America”). Since June 17, 2011, this unsecured credit agreement has been amended four times, most recently on September 1, 2016, (the “Fourth Amendment”). This Fourth Amendment amended the credit agreement in connection with the purchase of the Company’s new headquarters office and land located at 9715 Businesspark Avenue, San Diego, California (the “Property”). The Fourth Amendment permits the Company to spend $18.0 million in aggregate for the acquisition and improvement costs for the Property, with any excess applied against the $7.5 million permitted annually by the amended agreement for other capital expenditures. In addition, the Fourth Amendment also includes changes to the agreement that will allow, as a permitted lien, any agreement with Bank of America for secured debt. Per the terms of the amended agreement, the revolving commitment may not exceed $175.0 million and the aggregate amount of the Company’s capital stock that it may repurchase may not exceed $150.0 million during the period from November 16, 2015 to the maturity date of the agreement so long as no default exists immediately prior and after giving effect thereto. This revolving credit facility matures on May 13, 2020 , and includes representations, warranties and covenants customary for credit facilities of this type, as well as customary events of default and remedies. In addition, per the terms of the amended agreement, the Company and Bank of America may enter into an autoborrow agreement in form and substance satisfactory to Bank of America, providing for the automatic advance of revolving loans in U.S. Dollars to the Company’s designated account at Bank of America. In the second quarter of fiscal year 2016, the Company entered into an autoborrow agreement with Bank of America and this agreement has been in effect since that time . For the financial covenants, the definition of consolidated EBITDA includes the add back of non-cash stock-based compensation to consolidated net income when arriving at consolidated EBITDA. The terms of the financial covenants are as follows: · The consolidated leverage ratio cannot be greater than three to one. The consolidated leverage ratio means, as of any date of determination, the ratio of (a) consolidated funded indebtedness as of such date to (b) consolidated EBITDA for the most recently completed four fiscal quarters. · The consolidated interest coverage ratio cannot be less than three to one. The consolidated interest coverage ratio means, as of any date of determination, the ratio of (a) consolidated EBITDA for the most recently completed four fiscal quarters to (b) consolidated interest charges for the most recently completed four fiscal quarters. Since the autoborrow feature provides for borrowings to be made and repaid by the Company on a daily basis, any such borrowings made under an active autoborrow agreement are classified as short-term on the Compan y’s consolidated balance sheets. The Company had no balance under the autoborrow agreement as of May 31, 2017. In addition, the Company assesses its ability and intent to refinance the outstanding draws on the line of credit at the end of each reporting period in order to determine the proper balance sheet classification for amounts outstanding on the line of credit . During the nine months ended May 31, 2017, the Company borrowed $ 20.0 million on the line of credit which it intends to repay in less than twelve months . As a result, the Company has classified $ 20 . 0 million borrowed under the revolving credit facility during the nine months ended May 31 , 201 7 as short-term on its consolidated balance sheets. In addition to the $20.0 million in borrowings classified as short-term, the Company borrowed an additional $12.0 million U.S. Dollars under the revolving credit facility during the nine months ended May 31, 2017. Based on management’s ability and intent to refinance these new draws and remainder of the Company’s short-term borrowings under the facility with successive short-term borrowings for a period of at least twelve months, the Company has classified $134.0 million outstanding under the revolving credit facility as a long-term liability at May 31 , 201 7 . The Company regularly converts existing draws on its line of credit to new draws with new maturity dates and interest rates. As of May 31 , 2017 , the Company had a $154.0 million outstanding balance on the revolving credit facility and was in compliance with all debt covenants under this credit facility . |
Share Repurchase Plans
Share Repurchase Plans | 9 Months Ended |
May 31, 2017 | |
Share Repurchase Plans [Abstract] | |
Share Repurchase Plans | Note 8. Share Repurchase Plans On June 21 , 201 6 , the Company’s Board of Directors approved a share buy-back plan. Under the plan, which became effective on September 1, 2016, the Company is authorized to acquire up to $75.0 million of its outstanding shares through August 31, 201 8 . The timing and amount of repurchases are based on terms and conditions as may be acceptable to the Company’s Chief Executive Officer and Chief Fin ancial Officer and in compliance with all laws and regulations applicable thereto . During the period from September 1, 2016 through May 31, 2017, the Company repurchased 244,973 shares at a total cost of $26.2 million under this $75.0 million plan. |
Earnings Per Common Share
Earnings Per Common Share | 9 Months Ended |
May 31, 2017 | |
Earnings Per Common Share [Abstract] | |
Earnings Per Common Share | Note 9 . Earnings per Common Share The table below reconciles net income to net income available to common shareholders (in thousands): Three Months Ended May 31, Nine Months Ended May 31, 2017 2016 2017 2016 Net income $ 14,444 $ 12,665 $ 38,562 $ 38,396 Less: Net income allocated to participating securities (86) (84) (238) (246) Net income available to common shareholders $ 14,358 $ 12,581 $ 38,324 $ 38,150 The table below summarizes the weighted-average number of common shares outstanding included in the calculation of basic and diluted EPS (in thousands): Three Months Ended May 31, Nine Months Ended May 31, 2017 2016 2017 2016 Weighted-average common shares outstanding, basic 14,056 14,306 14,115 14,365 Weighted-average dilutive securities 32 43 36 48 Weighted-average common shares outstanding, diluted 14,088 14,349 14,151 14,413 For the three months ended May 31, 2017, there were no anti-dilutive stock-based equity awards outstanding. For the three months ended May 31, 2016, weighted-average stock-based equity awards outstanding that are non-participating securities in the amount of 1,090 were excluded from the calculation of diluted EPS under the treasury stock method as they were anti-dilutive. For the nine months ended May 31, 2017, there were no anti-dilutive stock-based equity awards outstanding. For the nine months ended May 31, 2016, weighted-average stock-based equity awards outstanding that are non-participating securities in the amount of 6,001 were excluded from the calculation of diluted EPS under the treasury stock method as they were anti-dilutive. |
Related Parties
Related Parties | 9 Months Ended |
May 31, 2017 | |
Related Parties [Abstract] | |
Related Parties | Note 10. Related Parties On October 11, 2011, the Company’s Board of Directors elected Mr. Gregory A. Sandfort as a director of WD-40 Company. Mr. Sandfort is President and Chief Executive Officer of Tractor Supply Company (“Tractor Supply”), which is a WD-40 Company customer that acquires products from the Company in the ordinary course of business. The condensed consolidated financial statements include sales to Tractor Supply of $0.3 million and $0.4 million for the three months ended May 31, 2017 and 2016 , respectively , and $0.8 million for both the nine months ended May 31, 2017 and 2016 . Accounts receivable from Tractor Supply were not material as of May 31, 2017 . |
Commitments And Contingencies
Commitments And Contingencies | 9 Months Ended |
May 31, 2017 | |
Commitments And Contingencies [Abstract] | |
Commitments And Contingencies | Note 11. Commitments and Contingencies Purchase Commitments The Company has ongoing relationships with various suppliers (contract manufacturers) who manufacture the Company’s products. The contract manufacturers maintain title to and control of certain raw materials and components, materials utilized in finished products, and the finished products themselves until shipment to the Company’s customers or third-party distribution centers in accordance with agreed upon shipment terms. Although the Company typically does not have definitive minimum purchase obligations included in the contract terms with its contract manufacturers, when such obligations have been included, they have been immaterial. In the ordinary course of business, supply needs are communicated by the Company to its contract manufacturers based on orders and short-term projections, ranging from two to five months. The Company is committed to purchase the products produced by the contract manufacturers based on the projections provided. Upon the termination of contracts with contract manufacturers, the Company obtains certain inventory control rights and is obligated to work with the contract manufacturer to sell through all product held by or manufactured by the contract manufacturer on behalf of the Company during the termination notification period. If any inventory remains at the contract manufacturer at the termination date, the Company is obligated to purchase such inventory which may include raw materials, components and finished goods. The amounts for inventory purchased under termination commitments have been immaterial. In addition to the commitments to purchase products from contract manufacturers described above, the Company may also enter into commitments with other manufacturers to purchase finished goods and components to support innovation and renovation initiatives and/or supply chain initiatives. As of May 31, 2017 , no such commitments were outstanding. Litigation From time to time, the Company is subject to various claims, lawsuits, investigations and proceedings arising in the ordinary course of business, including but not limited to, product liability litigation and other claims and proceedings with respect to intellectual property, breach of contract, labor and employment, tax and other matters. On February 24, 2017, a legal action was filed against the Company in a United States District Court in Ohio (FirstPower Group, LLC v. WD-40 Company, WD-40 Manufacturing Company, Wal-Mart Stores East, LP, Lowe’s Home Centers, LLC, and Home Depot U.S.A., Inc.). The complaint alleges trademark infringement, unfair competition, counterfeiting, and deceptive trade practices arising out of the Company’s marketing and sale of the WD ‑40 EZ-REACH Flexible Straw product. FirstPower Group, LLC (“FirstPower”) claims exclusive ownership and the right to use the words “EZ REACH” for lubricating oil products based on certain registered trademarks covering such words. In addition to findings on the merits of FirstPower’s infringement claims, the complaint seeks an award of damages and a permanent injunction prohibiting the alleged infringement of FirstPower’s asserted trademark rights. On February 24, 2017, FirstPower also filed a motion for preliminary injunction seeking an interim order prohibiting the alleged infringement of FirstPower’s asserted trademark rights pending disposition of FirstPower’s claims on the merits at trial. The Company disputes FirstPower’s claims of trademark infringement arising out of the Company’s sale of the WD ‑40 EZ-REACH Flexible Straw product. The Company contends that there is no likelihood of confusion as to the source of the products marketed and sold by WD-40 Company and FirstPower with the words “EZ REACH” in their respective names. The Company intends to vigorously oppose FirstPower’s claims. Although the Company believes that any loss resulting from this litigation will not have a material impact on the Company’s financial condition or results of operations, such a loss is reasonably possible. The Company is unable to estimate the possible loss or a range of possible loss that the Company may incur. Indemnifications As permitted under Delaware law, the Company has agreements whereby it indemnifies senior officers and directors for certain events or occurrences while the officer or director is, or was, serving at the Company’s request in such capacity. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited; however, the Company maintains Director and Officer insurance coverage that mitigates the Company’s exposure with respect to such obligations. As a result of the Company’s insurance coverage, management believes that the estimated fair value of these indemnification agreements is minimal. Thus, no liabilities have been recorded for these agreements as of May 31, 2017 . From time to time, the Company enters into indemnification agreements with certain contractual parties in the ordinary course of business, including agreements with lenders, lessors, contract manufacturers, marketing distributors, customers and certain vendors. All such indemnification agreements are entered into in the context of the particular agreements and are provided in an attempt to properly allocate risk of loss in connection with the consummation of the underlying contractual arrangements. Although the maximum amount of future payments that the Company could be required to make under these indemnification agreements is unlimited, management believes that the Company maintains adequate levels of insurance coverage to protect the Company with respect to most potential claims arising from such agreements and that such agreements do not otherwise have value separate and apart from the liabilities incurred in the ordinary course of the Company’s business. Thus, no liabilities have been recorded with respect to such indemnification agreements as of May 31, 2017 . |
Income Taxes
Income Taxes | 9 Months Ended |
May 31, 2017 | |
Income Taxes [Abstract] | |
Income Taxes | Note 12. Income Taxes The Company uses an estimated annual effective tax rate, which is based on expected annual income, statutory tax rates and tax planning opportunities available in the various jurisdictions in which the Company operates, to determine its quarterly provision for income taxes. Certain significant or unusual items are separately recognized in the quarter in which they occur and can be a source of variability in the effective tax rates from quarter to quarter. The provision for income taxes was 28.8% and 28.1 % of income before income taxes for the three months May 31, 2017 and 2016, respectively. The increase in the effective income tax rate was primarily driven by a slight shift of expected annual earnings between U . S . and foreign jurisdictions year over year . The provision for income taxes was 30.0% and 28.2% of income before income taxes for the nine months ended May 31 , 2017 and 2016, respectively . The increase in the effective income tax rate from period to period was primarily driven by an immaterial out-of-period correction that the Company recorded in the second quarter of fiscal year 2017 associated with the tax impacts from certain unrealized foreign currency exchange losses in periods prior to fiscal year 2017. The Company is subject to taxation in the U.S. and in various state and foreign jurisdictions. Due to expired statutes, the Company’s federal income tax returns for years prior to fiscal year 2014 are not subject to examination by the U.S. Internal Revenue Service. The Company was notified in September 2016 by the U.S. Internal Revenue Service of its plans to perform an income tax audit for the tax period ended August 31, 2015 . The income tax examination has been concluded with no changes to the original return as filed. The Company is also currently under audit in various state and international jurisdictions for fiscal years 2013 through 2016. Generally, for the majority of state and foreign jurisdictions where the Company does business, periods prior to fiscal year 2013 are no longer subject to examination. The Company has estimated that up to $ 0.3 million of unrecognized tax benefits related to income tax positions may be affected by the resolution of tax examinations or expiring statutes of limitation within the next twelve months. Audit outcomes and the timing of settlements are subject to significant uncertainty . |
Business Segments And Foreign O
Business Segments And Foreign Operations | 9 Months Ended |
May 31, 2017 | |
Business Segments And Foreign Operations [Abstract] | |
Business Segments And Foreign Operations | Note 1 3 . Business Segments and Foreign Operations The Company evaluates the performance of its segments and allocates resources to them based on sales and operating income. The Company is organized on the basis of geographical area into the following three segments: the Americas; EMEA; and Asia-Pacific. Segment data does not include inter-segment revenues. Unallocated corporate expenses are general corporate overhead expenses not directly attributable to the operating segments and are reported separate from the Company’s identified segments. The corporate overhead costs include expenses for the Company’s accounting and finance, information technology, human resources, research and development, quality control and executive management functions, as well as all direct costs associated with public company compliance matters including legal, audit and other professional services costs. Summary information about reportable segments is as follows (in thousands): Unallocated For the Three Months Ended Americas EMEA Asia-Pacific Corporate (1) Total May 31, 2017: Net sales $ 49,046 $ 34,386 $ 14,746 $ - $ 98,178 Income from operations $ 14,402 $ 8,009 $ 4,159 $ (5,957) $ 20,613 Depreciation and amortization expense $ 1,100 $ 534 $ 63 $ 10 $ 1,707 Interest income $ 2 $ 97 $ 13 $ - $ 112 Interest expense $ 691 $ - $ 2 $ - $ 693 May 31, 2016: Net sales $ 49,878 $ 32,922 $ 13,646 $ - $ 96,446 Income from operations $ 13,329 $ 7,150 $ 3,875 $ (5,686) $ 18,668 Depreciation and amortization expense $ 960 $ 543 $ 71 $ 8 $ 1,582 Interest income $ 1 $ 118 $ 67 $ - $ 186 Interest expense $ 429 $ - $ 4 $ - $ 433 For the Nine Months Ended May 31, 2017: Net sales $ 136,964 $ 100,848 $ 46,133 $ - $ 283,945 Income from operations $ 35,861 $ 25,514 $ 13,730 $ (19,114) $ 55,991 Depreciation and amortization expense $ 3,239 $ 1,552 $ 186 $ 28 $ 5,005 Interest income $ 6 $ 286 $ 100 $ - $ 392 Interest expense $ 1,813 $ - $ 9 $ - $ 1,822 May 31, 2016: Net sales $ 139,832 $ 100,634 $ 43,052 $ - $ 283,518 Income from operations $ 35,003 $ 23,278 $ 12,767 $ (17,329) $ 53,719 Depreciation and amortization expense $ 3,101 $ 1,567 $ 202 $ 23 $ 4,893 Interest income $ 4 $ 366 $ 147 $ - $ 517 Interest expense $ 1,212 $ - $ 10 $ - $ 1,222 (1) Unallocated corporate expenses are general corporate overhead expenses not directly attributable to any one of the operating segments. These expenses are reported separate from the Company’s identified segments and are included in Selling, General and Administrative expenses on the Company’s condensed consolidated statements of operations. The Company’s Chief Operating Decision Maker does not review assets by segment as part of the financial information provided and therefore, no asset information is provided in the above table. Net sales by product group are as follows (in thousands): Three Months Ended May 31, Nine Months Ended May 31, 2017 2016 2017 2016 Maintenance products $ 88,926 $ 86,560 $ 255,856 $ 253,442 Homecare and cleaning products 9,252 9,886 28,089 30,076 Total $ 98,178 $ 96,446 $ 283,945 $ 283,518 |
Subsequent Events
Subsequent Events | 9 Months Ended |
May 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 14. Subsequent Events On June 20, 201 7 , the Company’s Board of Directors declared a cash dividend of $0.49 per share payable on July 31, 2017 to shareholders of record on July 21, 2017 . |
Basis Of Presentation And Sum23
Basis Of Presentation And Summary Of Significant Accounting Policies (Policy) | 9 Months Ended |
May 31, 2017 | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Abstract] | |
Basis Of Consolidation | Basis of Consolidation The condensed consolidated financial statements included herein have been prepared by the Company, without audit, according to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to such rules and regulations. The August 31, 2016 year-end condensed consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. In the opinion of management, the unaudited financial information for the interim periods shown reflects all adjustments necessary for a fair statement thereof and such adjustments are of a normal recurring nature. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2016, which was filed with the SEC on October 24, 2016. The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. |
Use Of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Operating results for interim periods are not necessarily indicative of operating results for an entire fiscal year . |
Foreign Currency Forward Contracts | Foreign Currency Forward Contracts In the normal course of business, the Company employs established policies and procedures to manage its exposure to fluctuations in foreign currency exchange rates. The Company’s U.K. subsidiary, whose functional currency is Pound Sterling, utilizes foreign currency forward contracts to limit its exposure to net asset balances held in non-functional currency, specifically the Euro. The Company regularly monitors its foreign currency exchange rate exposures to ensure the overall effectiveness of its foreign currency hedge positions. While the Company engages in foreign currency hedging activity to reduce its risk, for accounting purposes, none of its foreign currency forward contracts are designated as hedges . Foreign currency forward contracts are carried at fair value, with net realized and unrealized gains and losses recognized currently in other income (expense) in the Company’s consolidated statements of operations. Cash flows from settlements of foreign currency forward contracts are included in operating activities in the consolidated statements of cash flows. Foreign currency forward contracts in an asset position at the end of the reporting period are included in other current assets, while foreign currency forward contracts in a liability position at the end of the reporting period are included in accrued liabilities in the Company’s consolidated balance sheets . At May 31, 2017 , the Company had a notional amount of $ 24.5 million outstanding in foreign currency forward contracts, which mature in July 2017. Unrealized net gains and losses related to foreign currency forward contracts were not significant at May 31, 2017 and August 31, 2016. Realized net gains and losses related to foreign currency forward contracts were not material for each of the three and nine month periods ended May 31, 2017 and 2016 . |
Fair Value Measurements | Fair Value Measurements Accounting Standards Codification (“ASC”) 820, “ Fair Value Measurements and Disclosures” , defines fair value as the exchange price that would be received for an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company categorizes its financial assets and liabilities measured at fair value into a hierarchy that categorizes fair value measurements into the following three levels based on the types of inputs used in measuring their fair value : Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities; Level 2: Observable market-based inputs or observable inputs that are corroborated by market data; and Level 3: Unobservable inputs reflecting the Company’s own assumptions. Under fair value accounting, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. As of May 31, 2017 , the Company had no assets or liabilities that are measured at fair value in the financial statements on a recurring basis, with the exception of the foreign currency forward contracts which are classified as Level 2 within the fair value hierarchy. The carrying values of cash equivalents, short-term investments and short-term borrowings are recorded at cost, which approximates their fair values primarily due to their short-term maturities and are classified as Level 2 within the fair value hierarchy. During the nine months ended May 31, 2017 , the Company did not record any significant nonrecurring fair value measurements for assets or liabilities in periods subsequent to their initial recognition . |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In May 2017, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2017-09, “ Scope of Modification Accounting ” , to reduce diversity in practice and provide clarity regarding existing guidance in ASC 718, “ Stock Compensation ”. The amendments in this updated guidance clarify that an entity should apply modification accounting in response to a change in the terms and conditions of an entity’s share-based payment awards unless three newly specified criteria are met . This guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within that reporting period. Early adoption is permitted . The Company has evaluated the potential impacts of this updated guidance, and it does not expect the adoption of this guidance to have a material impact on its consolidated financial statements and related disclosures. In January 2017, the FASB issued ASU No. 2017-04, “Simplifying the Test for Goodwill Impairment”. This updated guidance eliminates Step 2 from the current two-step quantitative model for goodwill impairment tests. Step 2 required an entity to calculate an implied fair value, which included a hypothetical purchase price allocation requirement, for reporting units that failed Step 1. Per this updated guidance, a goodwill impairment will instead be measured as the amount by which a reporting unit’s carrying value exceeds its fair value as identified in Step 1. This guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within that reporting period. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017 . The Company has evaluated the potential impacts of this updated guidance, and it does not expect the adoption of this guidance to have a material impact on its consolidated financial statements and related disclosures. In October 2016, the FASB issued ASU No. 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory”, which requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs . This guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within that reporting period. Early adoption is permitted in the first interim period of an entity's annual financial statements . The Company has evaluated the potential impacts of this updated guidance, and it does not expect the adoption of this guidance to have a material impact on its consolidated financial statements and related disclosures. In August 2016, the FASB issued ASU No. 2016-15, “ Classification of Certain Cash Receipts and Cash Payments ”. The amendments in this updated guidance address eight specific cash flow issues to reduce the existing diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within that reporting period. Early adoption is permitted and should be applied using a retrospective approach. The Company is in the process of evaluating the potential impacts of this new guidance on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, “ Measurement of Credit Losses on Financial Instruments ”, which requires entities to estimate all expected credit losses for certain types of financial instruments, including trade receivables, held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts . The updated guidance also expands the disclosure requirements to enable users of financial statements to understand the entity’s assumptions, models and methods for estimating expected credit losses. This guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within that reporting period. Early adoption is permitted. The Company is in the process of evaluating the potential impacts of this new guidance on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, “ Improvements to Employee Share-Based Payment Accounting”. The amendments in this updated guidance include changes to simplify the Codification for several aspects of the accounting for share-based payment transactions, including those related to the income tax consequences, classification of awards as either equity or liabilities, accounting for forfeitures, minimum statutory withholding requirements and classification of certain items on the statement of cash flows. Certain of these changes are required to be applied retrospectively while other changes are required to be applied prospectively. This guidance is effective for fiscal years beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is permitted. The Company does not expect that it will adopt this updated guidance early, but it expects that the adoption of this new guidance will have a more than inconsequential impact on the Company’s consolidated financial statements. For example, if the Company had adopted this updated guidance in fiscal year 2016, its income tax expense for the year would have been reduced by approximately $2.1 million due to the recognition of excess tax benefits in the provision for income taxes rather than throu gh additional paid-in-capital. The Company also expects to change its policy related to forfeitures upon adoption of this new guidance such that it will recognize the impacts of forfeitures as they occur rather than recognizing them based on an estimated forfeiture rate. Although the Company is still assessing the impacts of this change in policy for forfeitures on its consolidated financial statements, it does not expect that the impact will be material. In addition, the Company’s presentation of employee taxes paid on shares of certain equity awards withheld by the Company for tax-withholding purposes will be reported as a financing activity instead of an operating activity in the Statement of Cash Flows, while the excess tax benefits from settlements of stock-based equity awards will be reported as an operating activity under this new guidance. In February 2016, the FASB issued ASU No. 2016-02, “ Leases”. The new standard establishes a right-of-use model that requires a lessee to record a right-of-use asset and a lease liability on the balance sheet for all leases with terms longer than twelve months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. This guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within that reporting period. Early adoption is permitted and should be applied using a modified retrospective approach. The Company is in the process of evaluating the impacts of this new guidance on its consolidated financial statements and related disclosures. In August 2014, the FASB issued ASU No. 2014-15, “ Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern ”. This updated guidance requires management to evaluate whether there is a substantial doubt about an entity's ability to continue as a going concern within one year of the date that the financial statements are issued and provide related disclosures if necessary . This guidance is effective for the first annual fiscal period ending after December 15, 2016, and for all interim and annual periods thereafter. Early adoption is permitted. The Company does not expect the adoption of this guidance to have a material impact on its consolidated financial statements and related disclosures. In May 2014, the FASB issued ASU No. 2014-09, “ Revenue from Contracts with Customers ”, which supersedes the revenue recognition requirements in ASC 605, “ Revenue Recognition ”. The core principle of this updated guidance and related amendments is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This new guidance requires an entity to recognize revenue for product sales at the point in time in which control of goods transfers to the Company’s customers which, as defined, could be different than the point in time in which revenue had been recognized by the Company under existing U.S. GAAP, which was based on when title and the risks and rewards of ownership were transferred to the customer. The new guidance also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. Although early adoption is permitted, the Company has concluded that it will not adopt this guidance early and it will become effective for the Company on September 1, 2018. The Company will adopt this new guidance following the modified retrospective approach and will recognize the cumulative effect of initially applying the guidance as an adjustment to the opening balance of retained earnings on September 1, 2018. Management is in the process of a detailed review of the Company’s customer contracts which is focused principally on, but not limited to, identifying the point in time at which the control of goods transfers to customers. Management is nearing the completion of this review and is still in the process of determining the impacts that this new guidance will have on the Company's consolidated financial statements and related disclosures. |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
May 31, 2017 | |
Inventories [Abstract] | |
Schedule Of Inventories | May 31, August 31, 2017 2016 Product held at third-party contract manufacturers $ 3,585 $ 3,521 Raw materials and components 3,138 2,996 Work-in-process 317 163 Finished goods 29,509 25,113 Total $ 36,549 $ 31,793 |
Property And Equipment (Tables)
Property And Equipment (Tables) | 9 Months Ended |
May 31, 2017 | |
Property And Equipment [Abstract] | |
Schedule Of Property And Equipment, Net | May 31, August 31, 2017 2016 Machinery, equipment and vehicles $ 17,326 $ 14,892 Buildings and improvements 4,059 4,223 Computer and office equipment 3,644 3,605 Software 7,891 7,392 Furniture and fixtures 1,230 1,286 Capital in progress 15,021 2,200 Land 251 254 Subtotal 49,422 33,852 Less: accumulated depreciation and amortization (23,912) (22,307) Total $ 25,510 $ 11,545 |
Goodwill And Other Intangible26
Goodwill And Other Intangible Assets (Tables) | 9 Months Ended |
May 31, 2017 | |
Goodwill And Other Intangible Assets [Abstract] | |
Summary Of Changes In Carrying Amounts Of Goodwill | Americas EMEA Asia-Pacific Total Balance as of August 31, 2016 $ 85,452 $ 8,987 $ 1,210 $ 95,649 Translation adjustments (10) (82) - (92) Balance as of May 31, 2017 $ 85,442 $ 8,905 $ 1,210 $ 95,557 |
Summary Of Definite-Lived Intangible Assets | May 31, August 31, 2017 2016 Gross carrying amount $ 35,813 $ 36,009 Accumulated amortization (18,877) (16,818) Net carrying amount $ 16,936 $ 19,191 |
Summary Of Changes In Carrying Amounts Of Definite-Lived Intangible Assets By Segment | Americas EMEA Asia-Pacific Total Balance as of August 31, 2016 $ 14,913 $ 4,278 $ - $ 19,191 Amortization expense (1,656) (500) - (2,156) Translation adjustments - (99) - (99) Balance as of May 31, 2017 $ 13,257 $ 3,679 $ - $ 16,936 |
Schedule Of Future Estimated Amortization Expense | Trade Names Customer-Based Technology Remainder of fiscal year 2017 $ 608 $ 111 $ 8 Fiscal year 2018 2,412 442 33 Fiscal year 2019 2,412 256 - Fiscal year 2020 2,018 164 - Fiscal year 2021 1,228 164 - Thereafter 6,917 163 - Total $ 15,595 $ 1,300 $ 41 |
Accrued And Other Liabilities (
Accrued And Other Liabilities (Tables) | 9 Months Ended |
May 31, 2017 | |
Accrued And Other Liabilities [Abstract] | |
Schedule Of Accrued Liabilities | May 31, August 31, 2017 2016 Accrued advertising and sales promotion expenses $ 10,361 $ 9,763 Accrued professional services fees 1,705 1,262 Accrued sales taxes and other taxes 1,338 954 Other 3,960 3,778 Total $ 17,364 $ 15,757 |
Schedule Of Accrued Payroll And Related Expenses | May 31, August 31, 2017 2016 Accrued incentive compensation $ 5,310 $ 12,203 Accrued payroll 4,111 3,559 Accrued profit sharing 1,435 2,716 Accrued payroll taxes 1,383 1,744 Other 523 644 Total $ 12,762 $ 20,866 |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 9 Months Ended |
May 31, 2017 | |
Earnings Per Common Share [Abstract] | |
Schedule Of Reconciliation Of Net Income To Net Income Available To Common Shareholders | Three Months Ended May 31, Nine Months Ended May 31, 2017 2016 2017 2016 Net income $ 14,444 $ 12,665 $ 38,562 $ 38,396 Less: Net income allocated to participating securities (86) (84) (238) (246) Net income available to common shareholders $ 14,358 $ 12,581 $ 38,324 $ 38,150 |
Schedule Of Weighted Average Number Of Shares | Three Months Ended May 31, Nine Months Ended May 31, 2017 2016 2017 2016 Weighted-average common shares outstanding, basic 14,056 14,306 14,115 14,365 Weighted-average dilutive securities 32 43 36 48 Weighted-average common shares outstanding, diluted 14,088 14,349 14,151 14,413 |
Business Segments And Foreign29
Business Segments And Foreign Operations (Tables) | 9 Months Ended |
May 31, 2017 | |
Business Segments And Foreign Operations [Abstract] | |
Summarized Information By Reportable Segments | Unallocated For the Three Months Ended Americas EMEA Asia-Pacific Corporate (1) Total May 31, 2017: Net sales $ 49,046 $ 34,386 $ 14,746 $ - $ 98,178 Income from operations $ 14,402 $ 8,009 $ 4,159 $ (5,957) $ 20,613 Depreciation and amortization expense $ 1,100 $ 534 $ 63 $ 10 $ 1,707 Interest income $ 2 $ 97 $ 13 $ - $ 112 Interest expense $ 691 $ - $ 2 $ - $ 693 May 31, 2016: Net sales $ 49,878 $ 32,922 $ 13,646 $ - $ 96,446 Income from operations $ 13,329 $ 7,150 $ 3,875 $ (5,686) $ 18,668 Depreciation and amortization expense $ 960 $ 543 $ 71 $ 8 $ 1,582 Interest income $ 1 $ 118 $ 67 $ - $ 186 Interest expense $ 429 $ - $ 4 $ - $ 433 For the Nine Months Ended May 31, 2017: Net sales $ 136,964 $ 100,848 $ 46,133 $ - $ 283,945 Income from operations $ 35,861 $ 25,514 $ 13,730 $ (19,114) $ 55,991 Depreciation and amortization expense $ 3,239 $ 1,552 $ 186 $ 28 $ 5,005 Interest income $ 6 $ 286 $ 100 $ - $ 392 Interest expense $ 1,813 $ - $ 9 $ - $ 1,822 May 31, 2016: Net sales $ 139,832 $ 100,634 $ 43,052 $ - $ 283,518 Income from operations $ 35,003 $ 23,278 $ 12,767 $ (17,329) $ 53,719 Depreciation and amortization expense $ 3,101 $ 1,567 $ 202 $ 23 $ 4,893 Interest income $ 4 $ 366 $ 147 $ - $ 517 Interest expense $ 1,212 $ - $ 10 $ - $ 1,222 (1) Unallocated corporate expenses are general corporate overhead expenses not directly attributable to any one of the operating segments. These expenses are reported separate from the Company’s identified segments and are included in Selling, General and Administrative expenses on the Company’s condensed consolidated statements of operations. |
Schedule Of Net Sales By Product Group | Three Months Ended May 31, Nine Months Ended May 31, 2017 2016 2017 2016 Maintenance products $ 88,926 $ 86,560 $ 255,856 $ 253,442 Homecare and cleaning products 9,252 9,886 28,089 30,076 Total $ 98,178 $ 96,446 $ 283,945 $ 283,518 |
Basis Of Presentation And Sum30
Basis Of Presentation And Summary Of Significant Accounting Policies (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
May 31, 2017 | May 31, 2016 | May 31, 2017 | May 31, 2016 | Aug. 31, 2016 | |
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||||
Foreign currency forward contracts outstanding | $ 24,500,000 | $ 24,500,000 | |||
Realized foreign currency transactions | 0 | $ 0 | 0 | $ 0 | |
Possible income tax expense reduction | $ 2,100,000 | ||||
Level 2 [Member] | |||||
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||||
Assets, Recurring | 0 | 0 | |||
Liabilities, Recurring | 0 | 0 | |||
Assets, Nonrecurring | 0 | 0 | |||
Liabilities, Nonrecurring | $ 0 | $ 0 |
Inventories (Schedule Of Invent
Inventories (Schedule Of Inventories) (Details) - USD ($) $ in Thousands | May 31, 2017 | Aug. 31, 2016 |
Inventories [Abstract] | ||
Product held at third-party contract manufacturers | $ 3,585 | $ 3,521 |
Raw materials and components | 3,138 | 2,996 |
Work-in-process | 317 | 163 |
Finished goods | 29,509 | 25,113 |
Total | $ 36,549 | $ 31,793 |
Property And Equipment (Narrati
Property And Equipment (Narrative) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
May 31, 2017 | May 31, 2016 | |
Business Acquisition [Line Items] | ||
Purchase price of property | $ 15,410 | $ 3,311 |
9715 Businesspark Avenue, San Diego [Member] | ||
Business Acquisition [Line Items] | ||
Purchase price of property | $ 14,200 |
Property And Equipment (Schedul
Property And Equipment (Schedule Of Property And Equipment, Net) (Details) - USD ($) $ in Thousands | May 31, 2017 | Aug. 31, 2016 |
Property Plant And Equipment [Line Items] | ||
Subtotal | $ 49,422 | $ 33,852 |
Less: accumulated depreciation and amortization | (23,912) | (22,307) |
Total | 25,510 | 11,545 |
Machinery, Equipment and Vehicles [Member] | ||
Property Plant And Equipment [Line Items] | ||
Subtotal | 17,326 | 14,892 |
Buildings And Improvements [Member] | ||
Property Plant And Equipment [Line Items] | ||
Subtotal | 4,059 | 4,223 |
Computer And Office Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Subtotal | 3,644 | 3,605 |
Software [Member] | ||
Property Plant And Equipment [Line Items] | ||
Subtotal | 7,891 | 7,392 |
Furniture And Fixtures [Member] | ||
Property Plant And Equipment [Line Items] | ||
Subtotal | 1,230 | 1,286 |
Capital In Progress [Member] | ||
Property Plant And Equipment [Line Items] | ||
Subtotal | 15,021 | 2,200 |
Land [Member] | ||
Property Plant And Equipment [Line Items] | ||
Subtotal | $ 251 | $ 254 |
Goodwill And Other Intangible34
Goodwill And Other Intangible Assets (Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended |
May 31, 2017 | Feb. 28, 2017 | May 31, 2017 | |
Goodwill And Other Intangible Assets [Abstract] | |||
Impairment of goodwill | $ 0 | $ 0 | $ 0 |
Goodwill And Other Intangible35
Goodwill And Other Intangible Assets (Summary Of Changes in Carrying Amounts of Goodwill) (Details) $ in Thousands | 9 Months Ended |
May 31, 2017USD ($) | |
Goodwill [Line Items] | |
Balance, beginning | $ 95,649 |
Translation adjustments | (92) |
Balance, ending | 95,557 |
Americas [Member] | |
Goodwill [Line Items] | |
Balance, beginning | 85,452 |
Translation adjustments | (10) |
Balance, ending | 85,442 |
EMEA [Member] | |
Goodwill [Line Items] | |
Balance, beginning | 8,987 |
Translation adjustments | (82) |
Balance, ending | 8,905 |
Asia-Pacific [Member] | |
Goodwill [Line Items] | |
Balance, beginning | 1,210 |
Translation adjustments | |
Balance, ending | $ 1,210 |
Goodwill And Other Intangible36
Goodwill And Other Intangible Assets (Summary Of Definite-Lived Intangible Assets) (Details) - USD ($) $ in Thousands | May 31, 2017 | Aug. 31, 2016 |
Goodwill And Other Intangible Assets [Abstract] | ||
Gross carrying amount | $ 35,813 | $ 36,009 |
Accumulated amortization | (18,877) | (16,818) |
Net carrying amount | $ 16,936 | $ 19,191 |
Goodwill And Other Intangible37
Goodwill And Other Intangible Assets (Summary Of Changes In Carrying Amounts Of Definite-Lived Intangible Assets By Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2017 | May 31, 2016 | May 31, 2017 | May 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Beginning balance | $ 19,191 | |||
Amortization expense | $ (718) | $ (740) | (2,156) | $ (2,242) |
Translation adjustments | (99) | |||
Ending balance | 16,936 | 16,936 | ||
Americas [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Beginning balance | 14,913 | |||
Amortization expense | (1,656) | |||
Ending balance | 13,257 | 13,257 | ||
EMEA [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Beginning balance | 4,278 | |||
Amortization expense | (500) | |||
Translation adjustments | (99) | |||
Ending balance | 3,679 | 3,679 | ||
Asia-Pacific [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Beginning balance | ||||
Amortization expense | ||||
Translation adjustments | ||||
Ending balance |
Goodwill And Other Intangible38
Goodwill And Other Intangible Assets (Schedule Of Future Estimated Amortization Expense) (Details) - USD ($) $ in Thousands | May 31, 2017 | Aug. 31, 2016 |
Finite-Lived Intangible Assets [Line Items] | ||
Net carrying amount | $ 16,936 | $ 19,191 |
Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remainder of fiscal year 2017 | 608 | |
Fiscal year 2018 | 2,412 | |
Fiscal year 2019 | 2,412 | |
Fiscal year 2020 | 2,018 | |
Fiscal year 2021 | 1,228 | |
Thereafter | 6,917 | |
Net carrying amount | 15,595 | |
Customer-Based [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remainder of fiscal year 2017 | 111 | |
Fiscal year 2018 | 442 | |
Fiscal year 2019 | 256 | |
Fiscal year 2020 | 164 | |
Fiscal year 2021 | 164 | |
Thereafter | 163 | |
Net carrying amount | 1,300 | |
Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remainder of fiscal year 2017 | 8 | |
Fiscal year 2018 | 33 | |
Net carrying amount | $ 41 |
Accrued And Other Liabilities39
Accrued And Other Liabilities (Schedule Of Accrued Liabilities) (Details) - USD ($) $ in Thousands | May 31, 2017 | Aug. 31, 2016 |
Accrued And Other Liabilities [Abstract] | ||
Accrued advertising and sales promotion expenses | $ 10,361 | $ 9,763 |
Accrued professional services fees | 1,705 | 1,262 |
Accrued sales taxes and other taxes | 1,338 | 954 |
Other | 3,960 | 3,778 |
Total | $ 17,364 | $ 15,757 |
Accrued And Other Liabilities40
Accrued And Other Liabilities (Schedule Of Accrued Payroll And Related Expenses) (Details) - USD ($) $ in Thousands | May 31, 2017 | Aug. 31, 2016 |
Accrued And Other Liabilities [Abstract] | ||
Accrued incentive compensation | $ 5,310 | $ 12,203 |
Accrued payroll | 4,111 | 3,559 |
Accrued profit sharing | 1,435 | 2,716 |
Accrued payroll taxes | 1,383 | 1,744 |
Other | 523 | 644 |
Total | $ 12,762 | $ 20,866 |
Debt (Narrative) (Details)
Debt (Narrative) (Details) | 9 Months Ended | ||
May 31, 2017USD ($) | Aug. 31, 2016USD ($) | Nov. 16, 2015USD ($) | |
Debt Instrument [Line Items] | |||
Revolving credit facility, amount outstanding | $ 154,000,000 | ||
Current debt | 20,000,000 | ||
Line of credit, long-term liability | 134,000,000 | $ 122,000,000 | |
Revolving credit facility, additional borrowed amount | $ 12,000,000 | ||
Fourth Amended Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Share buy-back plan, amount authorized | $ 150,000,000 | ||
Revolving credit facility, expiration date | May 13, 2020 | ||
Consolidated leverage ratio | 3 | ||
Consolidated interest coverage ratio | 3 | ||
Capital expenditures | $ 7,500,000 | ||
Line Of Credit, Headquarters Office [Member] | |||
Debt Instrument [Line Items] | |||
Current debt | 20,000,000 | ||
Autoborrow Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Current debt | 0 | ||
Maximum [Member] | Fourth Amended Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Revolving credit facility, amount | 175,000,000 | ||
9715 Businesspark Avenue, San Diego [Member] | Fourth Amended Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Revolving credit facility, amount | $ 18,000,000 |
Share Repurchase Plans (Narrati
Share Repurchase Plans (Narrative) (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
May 31, 2017 | May 31, 2016 | Sep. 01, 2016 | |
Equity, Class of Treasury Stock [Line Items] | |||
Total cost of repurchased shares | $ 26,227 | $ 24,691 | |
2016 To 2018 Share Repurchase Program [Member] | |||
Equity, Class of Treasury Stock [Line Items] | |||
Share buy-back plan, amount authorized | $ 75,000 | ||
Share buy-back plan, number of shares repurchased | 244,973 | ||
Total cost of repurchased shares | $ 26,200 |
Earnings Per Common Share (Narr
Earnings Per Common Share (Narrative) (Details) - shares | 3 Months Ended | 9 Months Ended | ||
May 31, 2017 | May 31, 2016 | May 31, 2017 | May 31, 2016 | |
Earnings Per Common Share [Abstract] | ||||
Anti-dilutive stock options outstanding | 0 | 1,090 | 0 | 6,001 |
Earnings Per Common Share (Sche
Earnings Per Common Share (Schedule Of Reconciliation Of Net Income To Net Income Available To Common Shareholders) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2017 | May 31, 2016 | May 31, 2017 | May 31, 2016 | |
Earnings Per Common Share [Abstract] | ||||
Net income | $ 14,444 | $ 12,665 | $ 38,562 | $ 38,396 |
Less: Net income allocated to participating securities | (86) | (84) | (238) | (246) |
Net income available to common shareholders | $ 14,358 | $ 12,581 | $ 38,324 | $ 38,150 |
Earnings Per Common Share (Sc45
Earnings Per Common Share (Schedule Of Weighted Average Number Of Shares) (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2017 | May 31, 2016 | May 31, 2017 | May 31, 2016 | |
Earnings Per Common Share [Abstract] | ||||
Weighted-average common shares outstanding, basic | 14,056 | 14,306 | 14,115 | 14,365 |
Weighted-average dilutive securities | 32 | 43 | 36 | 48 |
Weighted-average common shares outstanding, diluted | 14,088 | 14,349 | 14,151 | 14,413 |
Related Parties (Narrative) (De
Related Parties (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
May 31, 2017 | May 31, 2016 | May 31, 2017 | May 31, 2016 | |
Related Parties [Abstract] | ||||
Sales to Tractor Supply | $ 300,000 | $ 400,000 | $ 800,000 | $ 800,000 |
Accounts receivable from Tractor Supply | $ 0 | $ 0 |
Commitments And Contingencies (
Commitments And Contingencies (Narrative) (Details) | May 31, 2017USD ($) |
Purchase Commitment [Member] | |
Loss Contingencies [Line Items] | |
Commitment outstanding | $ 0 |
Indemnification Agreement 1 [Member] | |
Loss Contingencies [Line Items] | |
Liabilities related to indemnification agreement | 0 |
Indemnification Agreement 2 [Member] | |
Loss Contingencies [Line Items] | |
Liabilities related to indemnification agreement | $ 0 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
May 31, 2017 | May 31, 2016 | May 31, 2017 | May 31, 2016 | |
Income Taxes [Abstract] | ||||
Provision for income taxes | 28.80% | 28.10% | 30.00% | 28.20% |
Unrecognized tax benefits affected by the resolution of tax examinations or expiring statutes of limitation | $ 0.3 | $ 0.3 | ||
Year under examination | 2,015 |
Business Segments and Foreign49
Business Segments and Foreign Operations (Summarized Information By Reportable Segments) (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
May 31, 2017USD ($) | May 31, 2016USD ($) | May 31, 2017USD ($)item | May 31, 2016USD ($) | ||
Segment Reporting Information [Line Items] | |||||
Number of reportable segments | item | 3 | ||||
Net sales | $ 98,178 | $ 96,446 | $ 283,945 | $ 283,518 | |
Income from operations | 20,613 | 18,668 | 55,991 | 53,719 | |
Depreciation and amortization expense | 1,707 | 1,582 | 5,005 | 4,893 | |
Interest income | 112 | 186 | 392 | 517 | |
Interest expense | 693 | 433 | 1,822 | 1,222 | |
Unallocated Corporate [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Income from operations | [1] | (5,957) | (5,686) | (19,114) | (17,329) |
Depreciation and amortization expense | [1] | 10 | 8 | 28 | 23 |
Americas [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 49,046 | 49,878 | 136,964 | 139,832 | |
Income from operations | 14,402 | 13,329 | 35,861 | 35,003 | |
Depreciation and amortization expense | 1,100 | 960 | 3,239 | 3,101 | |
Interest income | 2 | 1 | 6 | 4 | |
Interest expense | 691 | 429 | 1,813 | 1,212 | |
EMEA [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 34,386 | 32,922 | 100,848 | 100,634 | |
Income from operations | 8,009 | 7,150 | 25,514 | 23,278 | |
Depreciation and amortization expense | 534 | 543 | 1,552 | 1,567 | |
Interest income | 97 | 118 | 286 | 366 | |
Asia-Pacific [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 14,746 | 13,646 | 46,133 | 43,052 | |
Income from operations | 4,159 | 3,875 | 13,730 | 12,767 | |
Depreciation and amortization expense | 63 | 71 | 186 | 202 | |
Interest income | 13 | 67 | 100 | 147 | |
Interest expense | $ 2 | $ 4 | $ 9 | $ 10 | |
[1] | Unallocated corporate expenses are general corporate overhead expenses not directly attributable to any one of the operating segments. These expenses are reported separate from the Company's identified segments and are included in Selling, General and Administrative expenses on the Company's condensed consolidated statements of operations. |
Business Segments And Foreign50
Business Segments And Foreign Operations (Schedule Of Net Sales By Product Group) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2017 | May 31, 2016 | May 31, 2017 | May 31, 2016 | |
Revenue from External Customer [Line Items] | ||||
Net sales | $ 98,178 | $ 96,446 | $ 283,945 | $ 283,518 |
Maintenance Products [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 88,926 | 86,560 | 255,856 | 253,442 |
Homecare And Cleaning Products [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | $ 9,252 | $ 9,886 | $ 28,089 | $ 30,076 |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - $ / shares | Jun. 20, 2017 | May 31, 2017 | May 31, 2016 | May 31, 2017 | May 31, 2016 |
Subsequent Events [Line Items] | |||||
Cash dividend declared | $ 0.49 | $ 0.42 | $ 1.40 | $ 1.22 | |
Dividend payable, declared date | Jun. 20, 2017 | ||||
Dividends payable, date to be paid | Jul. 31, 2017 | ||||
Dividend payable, record date | Jul. 21, 2017 | ||||
Subsequent Events [Member] | |||||
Subsequent Events [Line Items] | |||||
Cash dividend declared | $ 0.49 |